Search

Oceanex Income Fund announces filing of management information circular - Special meeting to be held on November 2, 2007

MONTREAL, Oct. 10 /CNW Telbec/ - Oceanex Income Fund (the "Fund" or
"Oceanex") (TSX: OAX.UN) announced today that it has filed with the Canadian
securities regulatory authorities the management information circular in
connection with the previously announced special meeting of its unitholders to
be held on November 2, 2007. At the special meeting, unitholders will be asked
to consider, and if thought appropriate, approve a special resolution
authorizing, among others, the sale of substantially all of the assets of the
Fund to South Coast Partners Limited Partnership (the "Purchaser"), a newly
established entity owned by a consortium of investors consisting of Captain
Sidney J. Hynes, OPTrust Private Markets Group and Terrma Capital Corp. (the
"Consortium") on the terms and conditions set forth in the Purchase Agreement
dated as of September 19, 2007 by and between the Fund, Oceanex Inc. and the
Purchaser.
The special meeting of unitholders will be held at 11:00 a.m. (Montreal
time) on November 2, 2007 at the Hotel Marriott Château Champlain, 1 Place du
Canada, Montreal, Québec in the Salon Maisonneuve. Unitholders as at the close
of business on October 4, 2007, the record date for the special meeting, are
being sent the meeting materials and will be entitled to vote at the special
meeting.
The management information circular contains, among other things, the
unanimous recommendation of the board of directors (the "Board") of Oceanex
Inc., as administrator of the Fund, that unitholders of the Fund vote in
favour of the special resolution, the reasons for the recommendation of the
Board, and other information relevant to unitholders' decision as to how they
may vote.
Unitholders are urged to carefully read the management information
circular. Unitholders of the Fund may obtain a copy of the management
information circular (when available) on the SEDAR website at www.sedar.com.
The management information circular is expected to be mailed to unitholders of
the Fund in accordance with applicable securities laws on or about October 11,
2007.
Assuming Unitholders approve the Special Resolution, the transaction with
the Purchaser is scheduled to close upon satisfaction of all other conditions
precedent in early November, 2007.
About the Fund
--------------
The Fund is a Montreal based limited purpose trust that operates through
its wholly-owned subsidiary, Oceanex, an intermodal transportation business in
Canada.
Forward-Looking Statements
--------------------------
Certain statements made in this release, including those concerning the
expected closing of the transaction referred to herein, are forward-looking
statements that involve risks and uncertainties, which may prevent expected
future results from being achieved. Such factors that could cause actual
results to differ materially from those expressed or implied by such
forward-looking statements include, among other things, with respect to the
proposed transaction, the final transaction costs, the satisfaction of the
condition to consummate the proposed transaction (including unitholder
approval), the occurrence of any event, change or other circumstances which
could give rise to the termination of the purchase agreement, dated September
19, 2007, among the Fund, Oceanex Inc. and the Purchaser, the timing of
completion of the proposed transaction and the results of operations until the
closing of the proposed transaction. Such forward-looking statements should,
therefore, be construed in light of such factors. For those statements,
Oceanex claims the protection of the safe harbour for forward-looking
statements contained in applicable securities laws. Oceanex cautions that
actual future performance could be affected by a number of factors, including
the fact that the expected closing of the transaction referred to in this
release is subject to customary closing conditions, many of which are beyond
its control. Therefore, future events and results may vary substantially from
what Oceanex currently foresees. Additional information identifying risks and
uncertainties is contained in Oceanex's filings under applicable securities
laws. Due to the potential impact of these factors, the Fund disclaims any
intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise, unless
required by applicable law.
%SEDAR: 00009429EF